________________________________________________________________
	

                             UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                               FORM 10-K
            Annual Report Pursuant to Section 13 or 15(d) of
           The Securities Exchange Act of 1934 (fee required)
                For the Year Ended December 31, 1997
                    Commission file number 0-3417

                              CENCOR, INC.

        (Exact name of registrant as specified in its charter)
          1100 Main Street, City Center Square, Suite 416A
                           P.O. Box 26098
                    Kansas City, MO  64196-6098
                     Telephone (816) 221-5833

             Incorporated in the State of Delaware

                            43-0914033
                        (I.R.S. Employer
                       Identification No.)

      Securities registered pursuant to Section 12(g) of the Act:

                           TITLE OF CLASS

               Regular Common Stock, $1.00 par value

	Indicate by check mark whether the registrant (1) has filed 
all reports required to be filed by Section 13 or 15(d) of the 
Securities Exchange Act of 1934 during the preceding 12 months 
(or for such shorter period that the   Registrant was required to 
file such reports), and (2) has been subject to such filing 
requirements for the past 90 days.
                          Yes	X	 No  ___



<PAGE> 
	Indicate by check mark if disclosure of delinquent filers 
pursuant to Item 405 of Regulation S-K is not contained herein, 
and will not be contained, to the best of registrant's knowledge, 
in definitive proxy or information statements incorporated 
by references in Part III of this Form 10-K or any amendment to 
this Form 10-K.{}
                          Yes  X        No   ___

	Indicate by check mark whether the registrant has filed all 
documents and reports required to be filed by Section 12, 13 or 
15(d), of the Securities Exchange Act of 1934 subsequent to 
distribution of securities under a plan confirmed by a court:
                          Yes	X     	No   ___

	Indicate the number of shares outstanding of each of the 
issuer's classes of Common Stock, as of March 10, 1997.
1,338,140 Shares of Common Stock, $1.00 par value

Market value at March 10, 1998 was $6,088,537.
Documents incorporated by reference--None
_________________________________________________________________


<PAGE>
                         CENCOR, INC.

                          FORM 10-K
                  YEAR ENDED DECEMBER 31, 1997

                             INDEX
	Item	                                                 Page

PART I			                                          
  Item 1.	Business		                          3
  Item 2.	Properties		                          3
  Item 3.	Legal Proceedings		                  3
  Item 4.	Submission of Matters to a Vote of 
                 Security Holders                                 3

PART II		                                                  
  Item 5.	Market for Registrant's Common Stock and 
		 Related Stockholder Matters		          4
  Item 6.	Selected Financial Data		                  5
  Item 7.	Management's Discussion and Analysis of 
		 Financial Condition and Results of Operations    6
  Item 8.	Financial Statements and Supplementary Data       11
  Item 9.	Changes in and Disagreements with Accountants 
                 on Accounting and Financial Disclosure		  20

PART III	                                                  
  Item 10.	Directors and Executive Officers 
		 of the Registrant		                  21
  Item 11.	Executive Compensation	 	                  22
  Item 12.	Security Ownership of Certain 
	         Beneficial Owners and Management                 25
  Item 13.	Certain Relationships and Related Transactions	  26

PART IV		                                                  
  Item 14.	Exhibits, Financial Statements 
		 Schedules, and Reports on Form 8-K		  27

<PAGE>
                                                            
PART 1

Item 1.	Business

   CenCor, Inc. was incorporated under the laws of Delaware on May 
27, 1968.  Prior to June 30, 1995, CenCor, was engaged in the 
consumer finance business through its wholly-owned subsidiary, 
Century Acceptance Corporation ("Century").  As used herein, the 
term "the Company" refers to CenCor and Century collectively.  
Effective June 30, 1995, substantially all of the assets of 
Century were sold.  For additional information regarding the sale 
of Century, see "Management's Discussion and Analysis of 
Financial Condition and Results of Operations--Financial 
Conditions--Sale of Century".

   The Company has not conducted on-going operations since the sale 
of its consumer finance business and is in the process of 
liquidation. On September 12, 1996, the Company's stockholders 
approved a Plan of Dissolution and Liquidation (the "Plan of 
Liquidation") which the Board of Directors submitted for 
stockholder approval at the Company's annual meeting of 
stockholders.  CenCor is expected to be fully liquidated by 
October 1999.  See "Management's Discussion and Analysis of 
Financial Condition and Results of Operation--Financial Condition--
Plan of Liquidation".



<PAGE>
   	

Item 2.  Properties

   Since the sale of its consumer finance business, the Company's 
need for office space has decreased significantly.  The Company 
currently subleases approximately 800 sq. feet of office space on 
a month to month basis (see "Certain Relationships and Related 
Transactions").  The Company believes that its office space is 
adequate for its needs.
	

Item 3.  Legal Proceedings

	There are no pending legal actions against the Company.   

<PAGE>
   

Item 4.  Submission of Matters to a Vote of Security Holders
	
   As a result of the stockholders approval of the Company's Plan 
of Liquidation on September 12, 1996, the Company is not required
to submit any further matters to a vote of security holders.
No matter was submitted to a vote of security holders during the
fourth quarter of the Company's fiscal year ended December 31, 1997.

<PAGE>

PART II

Item 5.  Market for Registrant's Common Stock and Related 
Stockholder Matters


   CenCor's common stock is quoted on the OTC Bulletin Board under 
the symbol CNCR.  The range of high and low sales price as quoted 
on the OTC Bulletin Board for each quarter of 1996 and 1997 is as 
follows:

<TABLE>
<CAPTION>
                           		1995	          	1996
Quarter Ended		          High	       Low	  High	      Low
<S>                               <C>          <C>        <C>          <C>
March 31			   3	 	3	  7-5/8        7-5/8      
June 30			           6            6         9-1/8        9-1/8
September 30	                  6-1/2         6-1/2	  9-1/8	       9-1/8
December 31		          6-5/8         6-5/8	  9-1/4        9-1/4
</TABLE>

   The quotations from the OTC Bulletin Board reflect inter-dealer 
prices without retail mark-up, mark-down, or commission and may 
not represent actual transactions.

   On March 10, 1998, the quoted bid price of the common stock on 
the OTC Bulletin Board was $4.55.

   At March 10, 1998, CenCor had approximately 628 shareholders of 
record.  A partial liquidating distribution of $5.35 per share was
paid on March 9, 1998, to common stockholders of record as of 
February 16, 1998.

		
(The remainder of this page is intentionally blank.)


<PAGE>
Item 6.  Selected Financial Data
<TABLE>
						
						 
                                     	  December 31,	      December 31,
                                              1997           	  1996            
<S>                                       <C>                 <C>
Net Assets in Liquidation:

Assets:
  Cash and cash equivalents	          $ 11,248,000	      $ 14,513,000	
  Other assets	                             6,182,000          10,320,000          
    Total Assets	                    17,430,000          24,833,000

Liabilities:
  Accounts payable and
   accrued liabilities	                       432,000             648,000
Income taxes payable	                         ---             1,110,000
Long-term debt	                                 ---             5,681,000
Partial liquidating distribution payable     7,225,000	            ---
  Total Liabilities	                     7,657,000           7,439,000

Net assets in liquidation	           $ 9,773,000        $ 17,394,000 

Number of common shares 
  outstanding	                             1,350,384           1,488,411

Net assets in liquidation per	               $  7.24              $11.69
  share
	
Change in Net Assets in 
 Liquidation for the year 
 ended:

<PAGE>

Income from liquidating 
   activities:	                          
  Investment income			   $1,101,000	         $1,655,000
  Other interest income				---		    903,000   
  Gain on extinguishment of debt                ---                 208,000
  Loss on liquidation of other assets           ---                <131,000>
                                            1,101,000             2,635,000
Expenses from liquidating 
   activities:	                            
  Salaries and related benefits               265,000               457,000
  Interest expense                            709,000             1,052,000
  Professional fees                            76,000	            242,000
  Income tax                               <1,232,000>            1,275,000
Other expenses			              531,000 		    325,000

					      340,000		  3,351,000

Retirement of common stock                 $1,157,000		         --
Partial liquidation distribution            7,225,000                    --
					    8,382,000     	         --

Decrease in net assets in liquidation      $<7,621,000>	          $<716,000>

</TABLE>
<PAGE>

Item 7.  Management's Discussion and Analysis of Financial 
           Condition and Results of Operations

Financial Condition

Sale of Century

   Effective June 30, 1995, Century consummated the sale of its 
consumer finance business to Fidelity Acceptance Corporation, a 
subsidiary of the Bank of Boston Corporation.

   Under the terms of the sale, Century received $128.7 million for 
substantially all of its assets.  In accordance with the 
provisions of the sales agreement, $5 million of the sale 
proceeds were placed in escrow to secure certain indemnification 
obligations of the Company that expire on July 1, 1998.  Fidelity 
had made two claims for $48,000 against the escrow and has notified 
the Company of other claims which may be asserted against the escrow 
balance. Management does not believe the amount of the other claims, 
if any, will be material to the consolidated financial statements. 

   As part of the sale, Century also assigned to Fidelity, its  benefits,
rights, and interests  (including interests in future insurance commissions
receivable) in a service expense  reimbursement agreement (the "SER
Agreement(s)") with a third party.  Century also agreed to indemnify
Fidelity in an amount up to $750,000 if it was determined that any of
Century's rights under the SER Agreement were impaired as a result of the
sale of  Century's assets such that Fidelity did not receive up to  $750,000
in payments under the SER Agreement.  During 1997,  Norwest Financial, Inc. 
("Norwest") acquired certain assets and liabilities of Fidelity including
Fidelity's rights under the  SER Agreement and to claims against the escrow.
 On March 12, 1998 Norwest agreed to relinquish any indemnification against
the  Company and the escrow related to payments under the SER Agreement.

<PAGE>   
  On December 12, 1997, Fidelity also asserted a claim of 
approximately $2.5 million against the escrow account.  Fidelity's claim is
based upon a claim by a third party against Fidelity, as  Century's
successor in interest, for amounts allegedly due for  reserves that were to
be established by Century under certain  agreements with the third party. 
While the company has agreed to  indemnify Fidelity in this matter, the
Company believes the third party's claim is without merit and is vigorously
defending the  third party claims.   

Plan of Liquidation

   With the sale of its consumer finance business, CenCor's business 
purpose no longer exists.  For that reason, CenCor's Board of  Directors
adopted a resolution on January 22, 1996 that CenCor be  liquidated and that
the Plan of Liquidation be submitted to the  stockholders for approval. The
Company's stockholders approved  the Plan of Liquidation at the Company's
annual meeting of  stockholders held on September 12, 1996 and a Certificate
of  Dissolution was subsequently filed with the State of Delaware.

   Under Delaware Law, CenCor will continue as a corporate entity  for three
years after the effective date of the dissolution  (October 1, 1996) or for
such longer period as the Delaware Court  of Chancery directs in its own
discretion, for the purpose of  prosecuting and defending suits by or
against CenCor and winding  up the business and affairs of CenCor, but not
for the purpose of  continuing the business of CenCor. 	    

  The Plan of Liquidation provides that the implementation of the plan is 
intended to be completed by October 1, 1999.  During this three year period, 
CenCor will not engage in any business activities, except for preserving the 
value of its assets, adjusting and winding up its business and affairs, and 
distributing its assets in accordance with the Plan of Liquidation. 
CenCor's debts and liabilities, whether fixed, conditioned or contingent,
will either be paid as they become due or provided for.

<PAGE>

   The Board determined that a partial liquidating distribution of  $5.35
per share would be issued to stockholders of record on  February 16, 1998. 
At such time as the Board has determined that all claims and liabilities
have been indentified and paid or  provided for, the Board will determine a
record date and issue a  final liquidating distribution.  Cencor does not
expect this to  occur prior to 1999.        

  During the period of liquidation, CenCor's directors and officers are 
authorized to implement and carry out the provisions of the Plan of 
Liquidation and to receive compensation for their services.  The Board 
determined that, in addition to the regular directors fees paid to each 
member of the Board of Directors, each Director shall receive a payment 
equal to $75,000 immediately prior to the final distribution of the 
liquidation proceeds to the  shareholders as additional consideration for 
the performance of services to the Company. In addition, the Vice President 
of the  Company will receive a bonus of $100,000 if the officer is still 
employed by the Company on the date the Company makes its final liquidation 
distribution to its shareholders.  The purpose of the additional payments is 
to encourage these individuals to continue their services to the Company 
through the Company's final liquidation and to recognize the directors for 
their past performance.  The additional payments have been recorded as a 
liability in the December 31, 1997 financial statements.

<PAGE>    
  As discussed below, on February 2, 1998, CenCor announced a
partial liquidating distribution in the amount of $5.35 per share to be paid
on March 9, 1998.  After the parties liquidating distribution and assuming
CenCor had fully liquidated and distributed its assets by December 31, 1997,
and the Company's actual realizable value of its  assets and liabilities is
identical to the Company's estimated  realized value of these items,
CenCor's stockholders would have  received an additional $9,773,000 in
distributions or approximately $7.24 per share, less costs to liquidate. 
The actual amount to be  received upon complete liquidation my be adversely
affected by  claims arising from the indemnification obligations resulting
from the sale of Century's assets, unanticipated tax liabilities, other
liquidating costs, or other unforseen factors.

Stock Tender Offer
  
   On June 13, 1997, CenCor commenced an offer to purchase 570,000  shares
of its common stock at $8.75 per share.  The offer expired on August 12,
1997 at which time CenCor paid $1,106,158 for 126,418 shares of its common
stock.  The purpose of the offer was to provide the shareholders, who did
not wish to hold their shares until  CenCor completes its liquidation, an
opportunity to sell their  shares and to enhance the liquidation value to
the non-tendering shareholders.

Partial Liquidating Distribution

   On February 2, 1998, CenCor announced payment of a partial  liquidating
distribution on March 9, 1998 in the amount of $5.35 per share to common
stockholders of record as of February 16, 1998.  The Company distributed
$7,159,049 on 1,338,140  outstanding shares of common stock on March 9, 1998.

<PAGE>    
  The partial liquidating distribution represents approximately 65%
of the Company's cash and cash equivalents available as of  December 31,
1997.  After the $5.35 per share partial liquidating distribution and based
upon the December 31, 1997 per share  estimated liquidation value, each
outstanding share of common stock of the Company will have a remaining
projected liquidation value of approximately $7.24 per share.

   CenCor's 1993 plan of reorganization entitled holders of Old Notes to
receive Non-Convertible Notes, Convertible Notes, and common stock in
exchange for their Old Notes.  The Convertible Notes were converted into
shares of common stock at a ratio of one share of common stock for each $20
principal amount of  Convertible Notes on April 1, 1996.

   The outstanding shares of common stock of 1,338,140 on  February 16, 1998
is exclusive of 12,140 shares of common  stock issuable to Old Noteholders
who have failed to surrender their Old Notes.  The Company has submitted an
application to the Bankruptcy Court to confirm the Company's right to
disregard  recognition of the ownership rights claimed by holders of Old 
Notes in accordance with the 1993 plan of reorganiztion.  However, as of  
the payment record date of February 16, 1998, three holders of Old Notes had 
notified the Company of their intention to file a motion with the Bankruptcy 
Court to request a late exchange of their Old Notes for Non-Convertible Notes, 
Convertible Notes, and common stock.  The Company anticipates that the 
Bankruptcy Court will grant those motions and that those
holders will be entitled to receive 531 shares of common stock as a result 
of the exhange of their Old Notes and the surrender of the Convertible Notes.  
The partial liquidation distribution payable and the outstanding shares of 
common stock at December 31, 1997 includes the 531 shares, but does not 
include any amounts owed to the remaining holders of Old Notes.

<PAGE>    
  Further, the outstanding shares of stock at February 16, 1998 that
received partial liquidating distribution on March 9, 1998 does not include
11,713 of common shares issuable to Convertible Noteholders who have failed
to surrender their Convertible Notes in exchange for common stock.  The
Company is attempting to  contact the unsurrended Convertible Noteholders
and advise them of the partial liquidating distribution that they woud be
entitled to receive upon surrender of the Convertible Notes.  If the shares
of common stock and partial liquidating distribution underlying  the
unsurrendered Convertible Notes are not claimed, the  Company expects to
release the unclaimed funds based upon the  applicable escheat laws.  As a
result, the partial liquidation distribution payable and the outstanding
shares of common stock at December 31, 1997 is inclusive of the 11,713
shares and the partial liquidating distribution due to the unsurrendered 
Convertible Noteholder.

Conversion of Convertible Notes

  On December 31, 1995, ConCor had outstanding non-interest  bearing
Convertible Notes due July 1, 1999 in the principal amount of $11,449,771. 
Effective April 1, 1996, CenCor  converted these Convertible Notes into
shares of CenCor's  common stock at a ratio of one share of common stock for
each $20 principal amount of Convertible Notes.  As a result of this
conversion, the holders of the Convertible Notes are entitled to be issued
572,554 shares of CenCor common stock upon  surrender of their Convertible
Notes.

<PAGE> 
 Long-Term Debt

   On August 19, 1996 CenCor offered to redeem all of its  outstanding
Non-Convertible Notes due July 1, 1999 at a cash equal to 74% of their
principal amount.  Prior to the offer, the principal balance of the
Non-Convertible Notes was $17,174,656.  CenCor redeemed outstanding
Non-Convertible Notes in the principal amount of $9,970,930 as of the 
November 18, 1996 offer expiration date at a cost of $7,374,415.  On May 30,
1997, pursuant to the indenture governing the Non-Convertible Notes, CenCor
defeased its outstanding Non-Convertible Notes in the principal amount of
$7,203,726 by delivering approximately $6.4 million in  U.S. Government
Securities to the indenture trustee.     

Concorde Career Colleges, Inc. Agreements

   At December 31, 1996, the Company held a junior secured debenture  (the
"Debenture") of Concorde Career Colleges, Inc. ("Concorde")  in the
principal amount of approximately $2.4 million and 260,385  shares of
Concorde's cumulative preferred stock (the "Preferred  Stock").  Further,
the Company held an unsecured debt of Concorde  in the principal amount of
approximately 190,000 (the "Unsecured Debt").

<PAGE>    
  The Debenture, which was to have matured on July 31, 1997, called 
for principal and interest payments commencing June 30, 1996  based on a
10-year amortization schedule.  Interest on the  Debenture compounded and
accrued quarterly at a variable rate not  to exceed 12%. The Debenture
further called for an additional  contingent payment at the maturity of the
Debenture in an amount  equal to 25% of the amount by which the "market
capitalization"  of Concorde exceeded $3.5 million.  

  The Preferred Stock, $.10 par value, had a per share liquidation
preference of  $10.00 per share.  Cumulative quarterly dividends accrued at
a rate  equal to 73% of the then current interest rate on the Debenture.  
Dividends were to have accrued until such time as the Debenture  was paid in
full.  While Concorde could redeem the Preferred Stock  in whole or in part
at liquidation value plus accrued cumulative  dividends, the Preferred Stock
did not provide for mandatory  redemption.  

   On December 30, 1996, CenCor and Concorde amended the  Restructuring,
Security and Guaranty Agreement (the "Fourth  Amendment") between the
parties to facilitate the early  redemption of the Preferred Stock and
payment in full of all of the  obligations of Concorde to CenCor. The Fourth
Amendment provided  that if CenCor received a "repayment price" of
approximately $4.8  million prior to February 28, 1997, inclusive of any
Preferred  Stock redemption payments and debt service payments on the 
Debenture subsequent to September 30, 1996, that Debenture and  the
Unsecured Debt would be retired and the Preferred Stock  redeemed in full.

<PAGE>    
  During 1996, CenCor received $452,498 from Concorde in  redemption
of 39,615 shares of Preferred Stock and $411,890 in payments from Concorde
on the Debenture

   In February 1997, CenCor retired in full of all of  Concorde's debt
obligations to CenCor and redeemed in full of  all of the remaining shares
of Preferred Stock in accordance with the terms of the Fourth Amendment.  In
exchange, CenCor agreed to release Concorde from all liabilities and 
obligations, except its continuing obligation to convey written- off
receivables in connection with discharged interest, as  described below.

   In 1993 and  1994, Concorde agreed to assign certain charged-off 
receivables to CenCor in full payment of the accrued interest due  on the
Junior Secured Debenture through December 31, 1993 and  1994, respectively. 
The receivables, which consist of account  and notes receivable from
students who attended schools operated  by Concorde or its subsidiaries,
were assigned to CenCor without  recourse with CenCor assuming all risk of
non-payment of  the  receivables.  The agreement with Concorde grants CenCor
limited  rights of substitution until such time as it collects full  payment
of the accrued interest, exclusive of out-of-pocket  collection fees and
expenses paid to third parties.  CenCor has  engaged a collection agent to
pursue recovery of such receivables  assigned to the Company.  As of
December 31, 1997, CenCor has  collected approximately $1,046,000 of the
total $1,057,000  discharged interest due from the charged-off receivables. 
The balance of the discharged interest was collected in January, 1998
and CenCor has subsequently reassigned the  charged-off receivables to
Concorde.

<PAGE> 
Assets and Liabilities During the Liquidation Period

    The Company's assets at December 31, 1997 consist primarily of cash and
cash equivalents, an income tax receivable fund, and the escrow account
established to secure the indemnification obligations of the Company to the
buyer of the consumer finance business.

   The Company's remaining liabilities at December 31, 1997 consist
primarily of accounts payable and other accrued libilities, including the
accrued additional payments due to the Company's officers and directors
prior to liquidation.  At December 31, 1997  the Company has also recorded a
liability for the partial liquidating distribution payable to its
shareholders on March 9, 1998. Further, at December 31, 1996, CenCor had
outstanding long-term debt at a fair value of $5,681,000.  As previously
mentioned on May 30,  1997, CenCor had outstanding long-term debt by
delivering  approximately $6.4 million in U.S. Government Securities to its 
indenture trustee.  As a result of being in the process of liquidation, the
Company is required to adopt the liquidation basis of accounting. Generally
accepted accounting principles require the adjustment of liabilities to
estimated fair value under the liquidation basis of accounting.  For
information concerning the estimated fair values given these items by the
Company and the methods and assumptions  used to arrive at such values, see
the Company's Financial Statements and the notes thereto.

<PAGE>   
Results of Operations

   During the year ended December 31, 1997, the Company's sources of  income
consisted primarily of investment income, interest income  on the Debenture,
and collections from the Concorde charged-off  receivables received in
payment of accrued interest on the  Debenture.          

  The Company's expenses during the year ended December 31, 1997  
consisted mainly of salaries, including accrued additional payments due 
to its directors prior to liquidation, accretion of interest on the  
Company's long-term debt through May 30, 1997, professional and  
consulting fees, and other liquidating expenses.  The company also 
incurred $1,157,000 for costs related to the purchase of its common 
stock and $7,225,000 for accrued expenses related to the partial  
liquidating distribution as previously discussed.  The Company also 
recorded a reduction to income tax expense as a result of expected  
refunds from prior years income tax returns.

Activities During Liquidation Period 

   The Company's activities during the period of liquidation will  focus on
the collection of various amounts owed to it, including  monitoring claims
arising from indemnification obligations to the  buyer of Century in order
to maximize the value of the escrow  fund established as a result of the
sale.  Until the distributions are made to stockholders, management expects
to invest the available  proceeds  from the sale of Century and the
Company's other cash in short- term government or government agency
instruments.  

   The Company's expenses during the period of liquidation are  expected to
consist mostly of salaries, professional fees,  stockholder communication
expenses, income taxes and other  liquidating expenses.

<PAGE>    
  The Company will be required to satisfy all liabilities prior to
any final distribution on its outstanding common stock.  The Company
believes that it has adequate reserves for all of its material known
contingent, conditional, and unmature liabilities.

Liquidity and Capital Resources

Capital Obligations

   The Company has no significant obligations for capital purchases.

Internal Revenue Service Examination

   The Company's 1990, 1991, and 1992 federal income tax returns  were
examined by the Internal Revenue Service (IRS), which has   proposed certain
adjustments, a portion of which have been  protested by the Company.  The
Company has recently reached a  tentative agreement with the IRS.  Based
upon the tentative agreement, the Company's NOL carryforward for federal
income tax purposes, at December 31, 1997 is expected to be approximately
$30,000 and the Company's alternative minimum tax  (AMT) credit carryforward
is expected to be approximately $577,000. 

   The Company has recorded in other assets a net recoverable for  income
taxes of $595,000 (including a $100,000 refund for state income taxes) based
upon the terms of the tentative agreement.  Although no assurances can be
made, the Company believes it will settle the IRS exam under the tentative
agreement and that the amount of the net recoverable is reasonable.

(The remainder of this page is intentionally blank.)

<PAGE> 
Item 8.  Financial Statements and Supplementary Data


                         INDEX TO FINANCIAL STATEMENTS

                                                        	
								
				Page CenCor, Inc.



Report of Independent Auditors		                        12


Audited Consolidated Financial Statements:


Consolidated Statement of Net Assets in Liquidation		13

Consolidated Statement of Changes in Net    
Assets in Liquidation    	                                14

Notes to Consolidated Financial Statements		        15

<PAGE> 
Report of Independent Auditors

The Board of Directors and Stockholders 
CenCor, Inc.

We have audited the accompanying consolidated statements of net  assets in
liquidation of CenCor, Inc. (the Company) as of  December 31, 1997 and 1996,
and the related statement of changes in  net assets in liquidation for the
years ended December 31, 1997 and  1996.  These financial statements are the
responsibility of  the Company's management.  Our responsibility is to
express an  opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted  auditing
standards.  Those standards require that we plan and  perform the audit to
obtain reasonable assurance about whether  the financial statements are free
of material misstatement.  An  audit includes examining, on a test basis,
evidence supporting  the amounts and disclosures in the financial
statements.  An  audit also includes assessing the accounting principles
used and  significant estimates made by management, as well as evaluating 
the overall financial statement presentation.  We believe that  our audits
provide a reasonable basis for our opinion.

As described in Note 1 to the financial statements, as a result  of the
Board of Directors' intent to liquidate effective December  31, 1995, the
Company changed its basis of accounting from the  going-concern basis to the
liquidation basis.

In our opinion, the financial statements referred to above  present fairly,
in all material respects, the net assets in  liquidation of CenCor, Inc. as
of December 31, 1997 and 1996, the  changes in net assets in liquidation for
the years ended December  31, 1997 and 1996, in conformity  with generally
accepted accounting principles applied on the  basis described in the
preceding paragraph.                                                        
                                                                            
Ernst & Young LLP 
March 12, 1998 
Kansas City, Missouri 

<PAGE>
<TABLE> 
<CAPTION>                               
				CenCor, Inc.                
      			(In Process of Liquidation)              
	     Consolidated Statement of Net Assets in Liquidation 							    
 

                                      December 31,	  December 31,	 		                  
					1997               1996         
<S>                                   <C>                 <C>      

Assets:       
	Cash and cash equivalents     $11,248,000	  $14,513,000      
  	Other assets	                6,182,000	   10,320,000	       
	Total assets	               17,430,000          24,833,000            
Liabilities:      
	Accounts payable and accrued     
          liabilities                     432,000	      648,000  
   	Income taxes payable                ---             1,110,000    
 	Long-term debt                      ---	            5,681,000  
   	Partial liquidating 
	  distribution payable          7,225,000		---      
Total liabilities	                7,657,000           7,439,000        
Net assets in liquidation	       $9,773,000         $17,394,000

Number of common shares        
 outstanding	                        1,350,384           1,488,411

Net assets in liquidation per share	  $  7.24	       $11.69          

See accompanying notes. 
</TABLE>


<PAGE> 
<TABLE> 
<CAPTION>                              
				CenCor, Inc.          
             		(In Process of Liquidation)         
	Consolidated Statement of Changes in Net Assets in Liquidation                 
	    For the Years Ended December 31, 1997 and 1996 					 
		 
<S>                         		<C>			<C> 
Net assets in liquidation,    
  December 31, 1996 and 1997            $17,394,000             $18,110,000                              

Income from liquidating activities:   
  Investment income		          1,101,000               1,655,000 	   
  Other interest income			     ---                    903,000   
  Gain on extinguishment of debt             ---                    208,000   
  Loss on liquidation of other assets	     ---                   (131,000)         
					  1,101,000               2,635,000

Expenses from liquidating activities:    
   Salaries and related benefits	    256,000   	             457,000	    
   Interest expense	                    709,000                1,052,000    
   Professional fees	                     76,000                  242,000    
   Income tax	                         (1,232,000)		   1,275,000    
   Other expenses	                    531,000                  325,000        
					    340,000	           3,351,000

Retirement of common stock                1,157,000                    --- 
Partial liquidation
  distribution                            7,225,000                    ---      
					  8,382,000
Decrease in net assets in liquidation	 (7,621,000)               (716,000)    

Net assets in liquidation,    
  December 31, 1997 and 1996             $9,773,000            $17,394,000	


See accompanying notes.	 
</TABLE>

<PAGE>                
		Notes to Consolidated Financial Statements            
		     (In Process of Liquidation)         
		      December 31, 1997 and 1996

1.	Summary of Significant Accounting Policies

Basis of Presentation and Plan of Liquidation

  The accompanying consolidated financial statements include  accounts of
CenCor, Inc. and its wholly-owned subsidiary Century  Acceptance Corporation
("Century") (collectively, "the Company").   Effective June 30, 1995, the
Company sold substantially all of  the assets of Century its then only
operating subsidiary.  Since  the date of the sale of Century, the Company
has had no ongoing  operations. As a result, the Company has changed its
basis of  accounting from going concern basis to liquidation basis. 

  As a result of Board of Directors' intent as of December 31, 1995,  the
Company adopted a Plan of Dissolution and Liquidation  (the "Plan of
Liquidation").  In connection with the Plan of Liquidation, the  officers
and  directors of CenCor are authorized to (i) dissolve CenCor,  including
the execution and filing of a Certificate of  Dissolution with the Secretary
of State of the State of Delaware,  (ii) wind up CenCor's affairs, including
satisfaction of all  liabilities and long-term debt of CenCor and (iii)
liquidate  CenCor's assets on a pro rata basis in accordance with the 
respective interests of its common stockholders. The Company's stockholders
approved the Plan of Liquidation on September 12,  1996 at the Company's
annual meeting of stockholders. CenCor is  expected to be fully liquidated
by October 1999.

<PAGE>   
  Generally accepted accounting principles require the adjustment  of
assets and liabilities to estimated fair value under the  liquidation basis
of accounting.  Accordingly, the statements of  net assets in liquidation at
December 31, 1997 and 1996, reflect  assets and liabilities on this basis. 
Adjustments for changes in  estimated liquidation value are recognized
currently.  Estimated  costs of liquidation have not been provided since
such costs are  not reasonably estimable.

Use of Estimates

  The preparation of financial statements in conformity with  generally
accepted accounting principles under the liquidation  basis of accounting
requires management to make estimates and  assumptions that affect the
amounts reported in the financial  statements and accompanying notes. 
Actual results could differ  significantly from those estimates.

Cash and Cash Equivalents

  Cash and cash equivalents include cash, money market accounts,  and
short-term government or government agency instruments.

Fair Values of Assets and Liabilities

  The following methods and assumptions were used by the Company in 
estimating the liquidation value of its assets and liabilities:

	Cash and cash equivalents:  The carrying amounts reported in  the
statement of net assets in liquidation for cash and cash  equivalents
approximate their fair value.

<PAGE> 	
	Concorde Career Colleges, Inc. ("Concorde") Securities:   Other
assets at December 31, 1996 include the fair value of  CenCor's investments
in Concorde based upon the terms of  repayment as defined in the December
30, 1996 agreement (the  "Fourth Amendment") with Concorde.  See Note 3.  

	Other Assets:  The Company's other assets, excluding        
CenCor's investment in Concorde, are reported in the statement of net assets
in liquidation at their fair values.

	Accounts Payable and Accrued Liabilities:  The carrying  amount
reported in the statement of net assets in liquidation for  accounts payable
and accrued liabilities approximate their fair value.

	Income Tax Payable:  The carrying amount reported in the  statement
of net assets in liquidation approximates the fair value of taxes currently
payable.

	Long-Term Debt:  The fair value of the Company's long-term debt at
December 31, 1996 was estimated using discounted cash flow  analyses, based
on the Company's current incremental borrowing rates for similar types of
borrowing arrangements (10% at December 31, 1996). The fair value at
December 31, 1996 reflects a conversion of the convertible notes in
accordance with the bankruptcy plan and the Company's purchase of a portion
of the outstanding long-term debt  (see Note 4).

<PAGE> 
2.  	Litigation and Contingencies

  Century was a defendant, along with a number of other consumer  finance
companies, in two class action lawsuits in the State of  Alabama.  The suits
were filed by certain alleged borrowers of  the defendant creditor/lenders
and assert various violations.   While Century denied the allegations,
Century has settled the  claims, in order to avoid time, expense, and
uncertainty of  litigation by agreeing to pay the class-action plaintiffs  
$295,000, which includes certain administrative costs of the  settlements of
the claims. 

3.  	Other Assets

At December 31, 1996, the Company held a junior secured debenture  (the
"Debenture") of Concorde Career Colleges, Inc. ("Concorde")  in the
principal amount of approximately $2.4 million and 260,385  shares of
Concorde's cumulative preferred stock (the "Preferred  Stock").  Further,
the Company held an unsecured debt of Concorde  in the principal amount of
approximately $190,000 (the "Unsecured  Debt").

<PAGE> 
  The Debenture, which was to have matured on July 31, 1997, called 
for principal and interest payments commencing June 30, 1996  based on a
10-year amortization schedule.  Interest on the  Debenture compounded and
accrued quarterly at a variable rate not  to exceed 12%. The Debenture
further called for an additional  contingent payment at the maturity of the
Debenture in an amount  equal to 25% of the amount by which the "market
capitalization"  of Concorde exceeded $3.5 million.  The Preferred Stock,
$.10 par  value, had a per share liquidation preference of $10.00 per 
share.  Cumulative quarterly dividends accrued at a rate equal to  73% of
the then current interest rate on the Debenture.   Dividends were to have
accrued until such time as the Debenture  was paid in full. While Concorde
could redeem the Preferred Stock  in whole or in part at liquidation value
plus accrued cumulative  dividends, the Preferred Stock did not provide for
mandatory  redemption.  

  On December 30, 1996, CenCor and Concorde amended the  Restructuring,
Security and Guaranty Agreement (the "Fourth  Amendment") between the
parties to facilitate the early  redemption of the Preferred Stock and
payment in full all of the  obligations of Concorde to CenCor. The Fourth
Amendment provided  that if CenCor received a "repayment price" of
approximately $4.8  million prior to February 28, 1997, inclusive of any
Preferred  Stock redemption payments and debt service payments on Debenture 
subsequent to September 30, 1996, that Debenture and the  Unsecured Debt
would be retired and the Preferred Stock redeemed  in full.

  During 1996, CenCor received $452,498 from Concorde in redemption of 39,615
shares of Preferred Stock and $411,890 in payments from Concorde on the
Debenture.

  In February 1997, CenCor retired in full of all of  Concorde's debt
obligations to CenCor and redeemed in full of  all of the remaining shares
of Preferred Stock in accordance with the terms of the Fourth Amendment.  In
exchange,  CenCor agreed to release Concorde from all liabilities and 
obligations, except its continuing obligation to convey written- off
receivables in connection with discharged interest, as  described below.

<PAGE> 
  In 1993 and 1994, Concorde agreed to assign certain charged-off 
receivables to CenCor in full payment of the accrued interest due  on the
Junior Secured Debenture through December 31, 1993 and  1994, respectively. 
The receivables, which consist of account  and notes receivable from
students who attended schools operated  by Concorde or its subsidiaries,
were assigned to CenCor without  recourse with CenCor assuming all risk of
non-payment of  the  receivables.  The agreement with Concorde grants CenCor
limited  rights of substitution until such time as it collects full  payment
of the accrued interest, exclusive of out-of-pocket  collection fees and
expenses paid to third parties.  CenCor has  engaged a collection agent to
pursue recovery of such receivables  assigned to the Company.  As of
December 31, 1997, and December 31, 1996 CenCor has collected approximately
$1,046,000, and $672,000 respectively, of the total $1,057,000 discharged
interest due from  the charged-off receivables.  The balance of the 
discharged interest was collected in January, 1998 and CenCor has 
subsequently reassigned the charged-off receivables to Concorde.

In addition, an escrow account was established in accordance with  the
provisions of the agreement pertaining to the sale of  Century's assets. 
Such amount, including accrued interest  ($5,549,000 and $5,277,000 at
December 31, 1997 and December 31,  1996, respectively), is included in
other assets.  The escrow was  established in order to secure certain
indemnification  obligations of Century and CenCor to the buyer that run
through  July 1, 1998.  

<PAGE> 
  As part of the sale, Century also assigned to the buyer its benefits,
rights and interests  (including interests in future insurance  commissions
receivable) in a service expense reimbursment agreement  (the "SER
Agreement(s)" with a third party.  Century also agreed to indemnify the
buyer in an amount up to $750,000 if it was determined that any of Century's
rights under the SER Agreement were impaired as a result of the sale of
Century's assets such that Century's buyer did not receive up to $750,000 in
payments under the SER Agreement.  During 1997, Norwest Financial, Inc. 
("Norwest") acquired certain assets and  liabilities of Fidelity including
Fidelity's rights under the SER Agreement and to claims against the escrow. 
On March 2, 1998 Norwest agreed to relinquish and indemnification claims
against the Company and the escrow related to payments under the SER
Agreement.

  On December 12, 1997 Fidelity also asserted a claim of approximately $2.5
million against the escrow account.  Fidelity's claim is based upon a claim
by a third party against Fidelity as Century's successor in interest for
amounts allegedly due for reserves that were to be  established by Century
under certain agreements with the third party. While the company has agreed
to indemnify Fidelity in this matter,  the Company believes the third
party's claim is without merit and is vigorously defending the third party
claim.

  Other assets at December 31, 1997 also include a $595,000 net income tax
receivable refund from the Company's prior years federal and  state income
tax returns.

<PAGE> 
4.  	Long-Term Debt 			 

Pursuant to a 1993 plan of
reorganization, CenCor's noteholders  received the following securities for
each $1,000 aggregate  amount of principal and accrued but unpaid interest
at December  31, 1992:

	(i)   $600 principal amount of non-interest bearing Non-       
	Convertible Notes 
	(ii)  $400 principal amount of non-interest bearing Convertible       
	Notes 
	(iii) 5.2817 shares of CenCor common stock, par value of $1        
	per share

  The Non-Convertible Notes are non-interest bearing and will  mature on July
1, 1999.  On August 19, 1996, CenCor offered to  retire all of its
outstanding Non-Convertible Notes due July 1,  1999 at a cash price equal to
74% of their principal amount.   Prior to the offer, the principal  balance
of the Non-Convertible Notes was $17,174,656. CenCor  purchased and retired
outstanding Non-Convertible Notes in the  principal amount of $9,970,930 as
of the November 18, 1996 offer  expiration date at a cost of $7,374,415. The
fair value of the  non-tendered Non-Convertible Notes was  $5,680,770 at
December 31, 1996.

  On May 30, 1997, pursuant to the indenture governing the Non- Convertible
Notes, the Company delivered approximately $6.4  million in the U.S.
government securities to the indenture trustee as an irrevocable pledge to
defease the $7,203,726  outstanding principal amount of Non-Convertible
Notes.   Accordingly, long-term debt is not reflected in the financial 
statements at December 31, 1997.

<PAGE> 
  On December 31, 1995, CenCor had outstanding non-interest  bearing
convertible notes due July 1, 1999 (the "Convertible  Notes") in the
principal amount of $11,449,771.  Effective April  1, 1996, CenCor converted
these Convertible Notes into shares of  CenCor's common stock at a ratio of
one share of common stock for  each $20 principal amount of Convertible
Notes.  As a result of  this conversion, the holders of the Convertible
Notes are  entitled to be issued 572,554 shares of CenCor common stock upon 
surrender of their Convertible Notes.  As of December 31, 1997, 11,713
shares issuable remain unclaimed by the holders of the Convertible Notes.

5.  	Per Share Information

Net assets in liquidation per common share was computed by  dividing net
assets in liquidation by the outstanding shares of  common stock at December
31, 1997 and 1996.  The outstanding share amount reflected in the financial
statements assumes all 572,554 shares issued as a result ofthe conversion of
the  Convertible Notes are outstanding.

On June 13, 1997 CenCor commenced an offer to purchase 570,000  shares of
its common stock at $8.75 per share.  The offer expired on August 12, 1997 at
which time CenCor paid $1,106,158 for  126,418 shares of its common stock. 
The outstanding shares at  December 31, 1997 have been reduced by 126,418 to
reflect the  purchase and retirement by CenCor of its common stock on August
12, 1997.

On February 2, 1998 CenCor announced payment of a partial  liquidating
distribution on March 9, 1998 in the amount of  $5.35 per share to common
stockholders of record as of  February 16, 1998.  The Company distributed
$7,159,049 on  1,338,140 outstanding shareholders of record of common stock
on March 9, 1998.

<PAGE> 
  The outstanding shares of common stock of 1,338,140 on February 16,
1998 is exclusive of 12,140 shares of common stock issuable to holders of 
Old NOtes who have failed to surrender their Old Notes.   The Company has
submitted an application to the Bankruptcy Court to confirm the Company's
right to disregard recognition of the ownership rights claimed by holders of
Old Notes in accordance with the 1993 plan of reorganization.  However, as of
the payment record date of February 16, 1998, three holders of Old Notes 
had notified the Company of their intention to file a motion with the 
Bankruptcy Court to request a late exchange of their Old Notes for 
Non-Convertible Notes, Convertible Notes, and common stock.  The Company 
anticipates that the Bankruptcy Court will grant those motions and that those 
holders of Old Notes will be entitled to receive 53 shares of common stock as 
a result of the exchange of their Old Notes and the surrender of the 
convertible Notes.  The partial liquidation distribution payable and the 
outstanding shares of common stock at December 31, 1997 includes the 531 
shares, but does not include any amounts owed to the remaining holders of 
Old Notes.

Further, the outstanding shares of stock at February 16, 1998  that received
the partial liquidating distribution on March 9, 1998 does not include
11,713 of common shares issuable to Convertible Noteholders who have failed
to surrender their Convertible Notes in exchange for common stock.  The
Company is attempting to contact the unsurrendered Convertible  Noteholders
and advise them of the partial liquidating distribution that they would be
entitled to receive upon surrender of their Convertible Notes.  If the
shares of common stock and partial liquidating distribution underlying the
unsurrendered Convertible Notes are not claimed, the Company expects to
release the  unclaimed funds based upon the applicable escheat laws.  As a 
result, the partial liquidation distribution payable and the outstanding
shares of common stock reflected in the financial statements at December 31,
1997 includes the 11,713 shares and the resulting partial liquidating
distribution due to the unsurrendered Convertible Noteholders.

<PAGE> 
6.	Income Taxes

  The Company's 1990, 1991 and 1992 federal income tax returns were examined
by the Internal Revenue Service (IRS), which has proposed certain
adjustments, a portion of which have been protested by the Company.  The
Company has recently reached a tentative agreement with the IRS.  Based upon
the tentative agreement, the Company's net operating loss ("NOL")
carryforward, for federal income tax purposed, at December 31, 1997 is
expected to be approximately $30,000 and the Company's alternative minimum
tax ("AMT") credit carryforward is expected to be approximately $577,000. 
The NOL carryforward expires on December 31, 2008and the AMT credit can be
carried forward indefinitely.        

The Company has recorded in other
assets a net recoverable for income taxes of 595,000 (including a $100,000
refund for state income taxes) based upon the terms of the tentative
agreement. Although no assurances can be made, the Company believes it will 
settle the IRS exam under the tentative agreement and that the  amount of
the net recoverable is reasonable.

7.  	Stock Option Plan

In 1993, CenCor granted 90,000 phantom share options to certain  officers of
CenCor.  For each option exercised, the holders were  granted the right to
receive a cash payment equal to the excess,  if any, over $1.00 per share of
the greater of (i) the closing  price of the Common Stock on the NASDAQ
National Market (as  determined on the date the option is exercised), (ii)
the  stockholders' equity of CenCor at the end of its most recent  fiscal
quarter, or (iii) the aggregate distributions per share  received by
CenCor's stockholders in the event CenCor is  liquidated.  

<PAGE> 
  During 1996, 65,000 phantom share options were exercised by the 
holders at a per share value of $11.17.  The per share value  represented
the difference between the Company's estimated net  assets in liquidation
per share at December 31, 1995 and $1.00  per share.  A liability for $
287,600 has been recorded at  December 31, 1996 for the remaining 25,000
phantom share options.   In January 1997 the remaining 25,000 phantom share
options were exercised at a per share value of $11.17.

The Company had 50,000 Stock Appreciation Rights (SARs)  outstanding to
certain officers of the Company at December 31,  1995. The SARs permit the
holders to receive a cash payment of  the excess of the fair value of
Century's stock at the date of  exercise over the fair value of Century's
stock as of the date of  grant.  As a result of the sale of Century during
1995, the  holders of the SARs became entitled to payment.   The fair market
 value of Century's stock has been determined as the net proceeds  from the
sale less liabilities retained by Century.  $505,500 of  the payment due on
the SARs was disbursed in January of 1996 and  an additional $105,000 was
disbursed in July of 1996 and $69,000 was disbursed in July of 1997. The
liability related to the SARs was $32,000, and $98,000 at December 31, 1997
and December 31,  1996 respectively.  The remaining liability is scheduled
to be  paid in July of 1998.

<PAGE> 
Item 9.  Changes in and Disagreements with Accountants on  Accounting
and Financial Disclosure


None.


(The remainder of this page is intentionally blank.)




<PAGE>                           
				PART III

Item 10.  Directors and Executive Officers of the Registrant

	The following tables set forth the names of the directors of  the
registrant and certain related information as of December 31,  1997. 
Pursuant to the Plan of Liquidation, each of the directors is entitled to
serve until the Plan of Liquidation is fully implemented. 

<TABLE> 
<CAPTION>

Name of                   Served                Principal Occupation for
Director                  Since      Age        Last Five Years and Directorships<F1> 
<S>                       <C>        <C>    	<C> 
Jack L. Brozman<F1>       1979       47         Chairman of the Board, President and
						ChiefExecutive Officer of
						CenCor and Concorde since June 1991.  
						Chief Executive Officer
						of Century from July 1991 to
						August 1992.  Chairman of the Board                                         
    						and Treasurer, from June 1991 until                                     
        					July 23, 1993, and President and Director,                          
                   				for more than five years prior to July 23,               
                             			1993, of La Petite Academy, Inc.  Director     
                                        	of Century and Concorde.

Edward G. Bauer,  Jr.<F2>  1991       69     	Vice President and General Counsel
						of Philadelphia Electric
						Company for more than the
						five-year period prior to
						August 1988.  Retired from this
						position at the end of August
						1988. 
<PAGE> 
George L.  Bernstein<F2>   1991       65     	Chief Financial and Administrative                                             
						Officer of Howard Fischer Associates,                                       
      						Inc. (executive search firm)                                          
   						since October 1994.  Chief Operating                                     
        					Officer of Dilworth, Paxson, Kalish                                 
            					& Kauffman, Philadelphia,                                       
      						Pennsylvania (law firm) from                                          
   						November 1991 to September                                             
						1994. Director of R & B,                                              Inc.
						(distributor of automotive parts).                                          
  						Director of Century effective                                             
						April 8, 1993.

Marvin S.  Riesenbach<F2>   1991       68     	Executive Vice
						President and Chief Financial
						Officer of Subaru of America,                                             
						Inc. for more than the five years                                           
  						prior to October 1990.  Retired from                                      
					        this position at the end of October 1990. 

<FN> 
<F1> Jack L. Brozman
     is the sole executor of the Estate of Robert F. Brozman. 
<F2> Member of Special and Audit Committees beginning July 1, 
     1991.  Elected to Executive Compensation Committee on August       
     21, 1991.

</FN> 
</TABLE>



<PAGE> 	
  The Board of Directors of CenCor held three meetings and acted  by
unanimous written consent on no occasions during the last  fiscal year. 
Standing committees, consisting of the Special  Committee and the Audit
Committee, held one meeting during the  last fiscal year.  The Executive
Compensation Committee makes  salary and bonus recommendations for certain
executive officers.   The Audit Committee oversees the work of CenCor's
independent  auditors.  CenCor's Board of Directors does not have a
nominating  committee.  The Special Committee considers the adequacy of
CenCor's internal controls and procedures and may investigate and report
upon such other matters as the Special Committee considers appropriate.  The
Special Committee, the  Executive Compensation Committee, and the Audit
Committee are  composed of Messrs. Bauer, Bernstein and Riesenbach.

	In addition to Jack L. Brozman, the following person also  serves as
an executive officer of the Company as of December 31,  1997. 

<TABLE> 
Name    	          Age       Principal Occupation for Last Five Years 
<S>                       <C>       <C>

Terri Rinne               30        Vice President CenCor since July 1,
				    1995. Controller of CenCor from April
				    1994 through June 1995.  Tax manager
				    of CenCor and Century from August 1993
				    through March 1994.  Accountant with  
                                    Arthur Andersen, LLP from October       
                                    1989 through August 1993.

</TABLE>


<PAGE> 
Disclosure of Delinquent Files

	Except as described below, the Company believes, based on 
information filed with the Company, that all reports required to  be filed
for the past two years with the Securities and Exchange  Commission under
Section 16 by the Company's executive officers,  directors, and ten percent
stockholders have been filed in  compliance with applicable rules.

	Edward Bauer and Marvin Riesenbach, failed to timely file 
Form 4's with respect to the transfer shares of CenCor common stock to 
CenCor during 1997.  Form 5's reflecting these transactions were 
subsequently filed, on an untimely basis, with the Securities and 
Exchange Commission.

	The Estate of Robert F. Brozman and Jack L. Brozman failed to timely
file a Form 4 with respect to the transfer of CenCor common stock to 
CenCor during 1996.  A Form 5 reflecting this transaction has been filed.

Item 11.   Executive Compensation.

Summary Compensation Table

	The following table sets forth information as to the  compensation
of the Chief Executive Officer and each of the other  executive officers of
CenCor and Century whose total annual salary  and bonus exceeded $100,000,
during the year ended December 31,  1997 for services in all capacities to
CenCor and its subsidiaries  in 1995, 1996, and 1997.



<PAGE>
<TABLE> 
<CAPTION>

                                                                     Long-Term	    All Other
                                  Annual               		     Compensation     Compensation                   
 				Compensation	        	       Awards     
                                               	       Other Annual 
Name and Principal      	Salary       Bonus     Compensation  Options/SARs               
Position            Year         ($)          ($)          ($)            # 
<S>                <C>         <C>           <C>      <C>           <C>            <C> 
Jack L. Brozman,   1997        $151,000<F1>           $42,700<F2>                  $279,250<F3> 
Chairman of the  
Board and
Chief Executive 
Officer            1996        $201,900<F1>           $753,900<F2>                          
		   1995        $178,300<F1> 		            $15,000<F5>

<FN> 
<F1> Mr. Brozman also received compensation as an executive      
officer of Concorde. 
<F2> Consists of installment payments received during
1997 with respect to payout received on 30,000 units of stock      
appreciation rights (SARs) exercised during 1997.      
<F3> Represents payout received on the exercise of phantom stock options 
representing 25,000 shares of CenCor common stock. See "Option Exercises and
Fiscal Year-End Option Value Table".


<PAGE> 
<F4> Consists of (i) installment payments received during 1996 with  
respect to payout received on 30,000 units of stock appreciation     
rights (SARs) deemed exercised during 1996 in the amount of $427,000
but payable beginningin 1996 and ending in 1998 and (ii) payout
received on the excercise of phantom share options with respect to
35,000 shares of CenCor common stock. 
<F5> In 1995, CenCor approved SARs for Mr. Brozeman relating to       
appreciation in value of Century's common stock.  Mr. Brozeman      
will receive cash compensation for his units at
the earlier of his death, permanent disability, involuntary
termination without cause, or December 31, 1998 equal to the amount by
which the per share value of Century's stock at such time (determined
by formula) exceeds the base amount of $13.72.  The base amount of
$13.72 was selected by CenCor's Executive Compensation Committee as 
the estimated value per share of Century Stock as of December 31, 1993. 

(The remainder of this page is intentionally blank).

</FN> 
</TABLE>

<PAGE> 
Option Exercises and Fiscal Year-End Option Value Table

	The following table provides information with respect to the  named
executive officers concerning options exercised during 1997  and unexercised
options held as of December 31, 1997.

<TABLE> 
<CAPTION>

                               Value    # of Securities Underlying  Value of Unexercised In-the-                           
Name  			         Options    Realized     Unexercised Options            Money Options                 
			               Exercised    ($)             at FY-End                  at FY-End ($)  
                                         Exercisable Unexercisable   Exercisable Unexercisable  
<S>               <C>         <C>          <C>           <C>              <C>           <C>          
Jack L. Brozman,  25,000<F1>  $279,250      N/A           N/A              N/A           N/A
CEO

<FN>

<F1> Consists of phantom share options relating to CenCor common stock.

</FN> 
</TABLE>

Compensation of Directors

  	Each non-officer/director of CenCor is paid an annual  retainer of
$25,000 plus a fee (based on time spent on corporate  matters, including
attendance at board and committee meetings) and  expenses.



<PAGE> 
Item 12.  Security Ownership of Certain Beneficial Owners and
Management

  	The following table sets forth, with respect to CenCor common  stock
(the only class of voting securities), the only persons  known to be a
beneficial owner of more than five percent (5%) of  any class of CenCor
voting securities as of March 10, 1998.

<TABLE>

Names and Addresses              Number of Shares and 
of Beneficial Owners       Nature of Beneficial Ownership<F1>    Percent of Class 
<S>                        <C>                                   <C>

Jack L. Brozman, Trustee              272,423<F2>                       20%
Robert F. Brozman Trust 
1100 Main St. 
Kansas City, Missouri   
64105

A. Baron Cass III                     134,392                           10%
5005 LBJ Freeway 
Suite 1130, LB 119 
Dallas, Texas  
75244

<FN>

<F1>	Nature of ownership of securities is direct.  Beneficial      
ownership as shown in the table arises from sole voting power and sole
investment power. 
<F2>	Does not include 34,344 shares held by Jack L. Brozman or       
20,025 shares held by or for the benefit of Robert F.      
Brozman's other children, in which the Robert F. Brozman Trust
disclaims any beneficial interest.

(The remainder of this page is intentionally blank.)

</FN> 
</TABLE>


<PAGE>   	
The following table sets forth, with respect to CenCor
common  stock (the only class of voting securities), (i) shares 
beneficially owned by all directors of the Company and nominees  for
director, and (ii) total shares beneficially owned by  directors and
officers as a group, as of March 10, 1998.

<TABLE>

                                  Number of Shares and      
	Name and Address	Nature of Beneficial     
       of Beneficial Owner         Ownership<F1>            Percent of Class 
<S>                               <C>                             <C>      
Jack L. Brozman                    306,767<F2>                     23%

Edward G. Bauer, Jr.                    ---                           --- 

George L. Bernstein                     ---                         ---

Marvin S. Riesenbach                    9,250                         *

Directors and Officers as a Group  316,017<F2>                     23%

*Less than 1%

<FN>

<F1>	Nature of ownership of securities is indirect.  Beneficial      
ownership as shown in the table arises from sole voting power       
and sole investment power. 
<F2>	Includes 34,344 shares held by Jack L. Brozman and
272,423 shares held by the Robert F. Brozman Trust.  Does not include 
20,025 shares held by or for the benefit of Robert F. Brozman's      
other children, in which the Robert F. Brozman Trust disclaims any
beneficial interest.  Jack L. Brozman is the sole trustee and       
is also one of the beneficiaries of the Robert F. Brozman Trust.

</FN> 
</TABLE>

Item 13.  Certain Relationships and Related Transactions

	The Company currently subleases its approximately 800 sq.  feet
office space from Concorde on a month to month basis.  The Company pays
rentof $990 per month for the space.


<PAGE>   	 	
Jack L. Brozman, who is Chairman of the Board of CenCor and  Century, is 
Chairman of the Board of Concorde.  Mr. Brozman owns 171,724 shares of 
Concorde (2.5% of the outstanding class).  As sole fiduciary for the 
the Robert F. Brozman Trust (he is one of the beneficiaries of the 
trust), he owns 2,435,324 shares of Concorde common stock (36% of the 
outstanding class).

  During 1997, the Board determined that, in addition to the regular
directors' fees paid to each member of the Board of Directors, each Director
shall receive a payment equal to $75,000 immediately prior to the final
distribution of the liquidation proceeds to the shareholders of the Company
as additional consideration for the performance of services to the Company
between 1993 and the final distribution of the liquidation proceeds to the
Company's  shareholders.  In addition, Terri Rinne, Vice President of the 
Company, will receive a bonus of $100,000 if she is still employed by the
Company on the date of Company makes its final liquidation distribution to
its shareholders.  The purpose of the additional  payments and the bonus is
to encourage these individuals to  continue in their service to the Company
through the Company's  final liquidation.

<PAGE>                           
				PART IV

Item 14.  Exhibits, Financial Statements, Schedules, and Reports  on Form
8-K.

(a)	The following documents are filed as part of this Annual  Report on
Form 10-K.

	The following Consolidated Financial Statements of CenCor,  Inc. and
Subsidiaries are included in Item 8:

		Consolidated Statement of Net Assets in Liquidation.

                Consolidated Statement of Changes in Net Assets in 
	        Liquidation.

		Note to Consolidated Financial Statements

	(ii)	Exhibits.

Exhibit Number      Description

2.1         Plan of Dissolution and Liquidation (Incorporated by            
	    reference--Exhibit 2 to the Company's Schedule 14-A             
            dated August 15, 1996)


3.1         Certificate of Incorporation and all Amendments
	    thereto through August 31, 1990. (Incorporated by
	    reference--Exhibit 3(a) to the Company's Annual 
	    Report on Form 10-K for the year ended December 
	    31, 1990.)

3.2         Bylaws amended through July 29, 1991.              
	    (Incorporated by reference--Exhibit 3(a) to              
	    the Company's Annual Report on Form 10-K for              
	    the year ended December 31, 1991.)

4.1         Specimen common stock certificate. (Incorporated
	    by reference--Exhibit 4(a) to the Company's Annual 
	    Report on Form 10-K for the year ended December 
	    31, 1990.)

4.2         Certificate of Incorporation and all Amendments and
	    Amended and Restated Bylaws. (Incorporated by
	    reference--Exhibit 3(a) to the Company's Annual 
	    Report on Form 10-K for the year ended December 31, 
	    1990 and included as Exhibit 3(b) hereto.)

10.3        Stock Appreciation Agreement with Jack Brozman             
	    dated October 4, 1994.  (Incorporated by reference
	    --Exhibit 10(j) to the Company's Annual Report on  
	    Form 10-K for the year ended December 31, 1994.)

10.4        Minutes of Compensation Committee dated February 7,
	    1995 relating to amendments to Stock Appreciation 
	    Agreements. (Incorporated by reference--exhibit 10(k) 
	    to the Company's Annual Report on Form 10-K for the 
	    year ended December 31, 1994.

10.5        Mutual Release between First Portland Corporation,
	    FP Holdings, Inc. and Leonard and Sharlene Ludwig, 
	    Arthur and Phyllis Levinson, CEL-CEN Corp. and CenCor, 
	    Inc. dated February 14, 1995.  (Incorporated by 
	    reference--Exhibit 10(l) to the Company's Annual 
	    Report on Form 10-K for the year ended December 
            31, 1994.)

10.8        Purchase Agreement dated May 19, 1995 by and among
	    CenCor, Century and Fidelity Acceptance Corporation. 
	    (Incorporated by reference--Exhibit 10.13 to the Company's
	    Annual report on Form 10-K for the year ended December 31,     
            1995.)

10.9        Employment Agreement dated July 3, 1995 between
	    CenCor and Jack Brozman. (Incorporated by reference--
	    Exhibit 10.14 to the Company's Annual report on Form 
	    10-K for the year ended December 31, 1995.)

21          Subsidiaries of the Registrant.

27          Financial Data Schedule.


(b)   	Reports on Form 8-K:

     		No reports on Form 8-K were filed during the quarter  ending
		December 31, 1997.



<PAGE> 
SIGNATURES

Pursuant to the requirements of Section 13 or 159(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this reportto be signed
on its behalf by the undersigned, thereunto duly authorized.

				CENCOR, INC.

				By:  /s/ Jack L. Brozman 
				Jack L. Brozman 
				Chairman of the Board

Date:  April 8, 1998  

Pursuant to the requirements of the Securities Exchange Act of  1934, this
report has been signed below by the following persons  on behalf of
Registrant and in the capacities and on the dates  indicated.

                             By: /s/ Jack L. Brozman        April 8, 1998   
                          	Jack L. Brozman                            
				(Chairman of the Board,                              	
				Chief Executive Officer                                
				and Director)



                              By: /s/ Terri L. Rinne        April 8, 1998   
                           	Terri L. Rinne                             
		   		(Vice President and 
				Chief Financial Officer)



<PAGE>                               
			      By: /s/ Edward G. Bauer, Jr.  April 8, 1998                       
				Edward G. Bauer, Jr.                
             			(Director)


                              By: /s/ George L. Bernstein   April 8, 1998   
                           	George L. Bernstein                         
    				(Director)


                              By: /s/ Marvin S. Riesenbach  April 8, 1998   
                           	Marvin S. Riesenbach                        
     				(Director)